UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of April 2014

 

 

Commission File Number: 000-51469

 

 

BAIDU, INC.

 

 

Baidu Campus

No. 10 Shangdi 10th Street

Haidian District, Beijing 100085

The People’s Republic of China

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F   x            Form 40-F  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ¨

 

 

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: April 25, 2014

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Exhibit Index

Exhibit 99.1—Press Release

Exhibit 99.1

Baidu Announces First Quarter 2014 Results

BEIJING, China, April 24, 2014 – Baidu, Inc. (NASDAQ: BIDU), the leading Chinese language Internet search provider, today announced its unaudited financial results for the first quarter ended March 31, 2014¹.

First Quarter 2014 Highlights

 

•

Total revenues in the first quarter of 2014 were RMB9.497 billion ($1.528 billion), a 59.1% increase from the corresponding period in 2013.

 

•

Operating profit in the first quarter of 2014 was RMB2.374 billion ($381.8 million), a 7.4% increase from the corresponding period in 2013.

 

•

Net income attributable to Baidu in the first quarter of 2014 was RMB2.535 billion ($407.8 million), a 24.1% increase from the corresponding period in 2013. Diluted earnings attributable to Baidu per ADS for the first quarter of 2014 were RMB7.21 ($1.16); diluted earnings attributable to Baidu per ADS excluding share-based compensation expenses (non-GAAP) for the first quarter of 2014 were RMB7.69 ($1.24).

“We started the year with impressive revenue growth, which accelerated for the third consecutive quarter,” said Robin Li, chairman and chief executive officer of Baidu. “Our focus remained on growing our market-leading offerings in search and app distribution, and we continued to broaden our platform in newer areas like location-based services.”

Mr. Li continued, “As the Internet disrupts more and more traditional industries, and mobile’s importance continues to grow, Baidu is uniquely positioned with our competitive advantage as a leading cross-platform information gateway with world class technology. We’re confident our focused approach to investment will continue to drive sustainable growth in the quarters ahead.”

“In the first quarter, our core search business once again drove strong top-line growth,” commented Jennifer Li, Baidu’s chief financial officer. “We’ll continue to invest aggressively in our core business and key strategic focus areas to support Baidu’s long-term industry leadership.”

First Quarter 2014 Results

Baidu reported total revenues of RMB9.497 billion ($1.528 billion) for the first quarter of 2014, representing a 59.1% increase from the corresponding period in 2013.

 

1

This announcement contains translations of certain RMB amounts into U.S. dollars at specified rates solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to U.S. dollars are made at a rate of RMB6.2164 to US$1.00, the effective noon buying rate as of March 31, 2014 in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York.

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Online marketing revenues for the first quarter of 2014 were RMB9.378 billion ($1.509 billion), representing a 57.5% increase from the corresponding period in 2013. Baidu had about 446,000 active online marketing customers² in the first quarter of 2014, representing an 8.8% increase from the corresponding period in 2013 and a 1.1% decrease from the fourth quarter of 2013. Revenue per online marketing customer for the first quarter was approximately RMB20,900 ($3,362), a 44.1% increase from the corresponding period in 2013 and flat compared to the fourth quarter of 2013.

Traffic acquisition cost as a component of cost of revenues was RMB1.182 billion ($190.1 million), representing 12.4% of total revenues, as compared to 10.2% in the corresponding period in 2013 and 12.3% in the fourth quarter of 2013. The year-over-year increase mainly reflects increased contextual ads contributions and the promotion of Hao123 through the Company’s network.

Bandwidth costs as a component of cost of revenues were RMB646.1 million ($103.9 million), representing 6.8% of total revenues, compared to 6.8% in the corresponding period in 2013. Depreciation costs as a component of cost of revenues were RMB430.5 million ($69.3 million), representing 4.5% of total revenues, compared to 5.6% in the corresponding period in 2013.

Content costs as a component of cost of revenues were RMB393.6 million ($63.3 million), representing 4.1% of total revenues, compared to 1.6% in the corresponding period in 2013, and 3.8% in the previous quarter. The year-over-year increase was mainly due to iQiyi’s increased content costs.

Selling, general and administrative expenses were RMB2.009 billion ($323.2 million), representing an increase of 136.9% from the corresponding period in 2013, primarily due to an increase in promotional spending for mobile products.

Research and development expenses were RMB1.277 billion ($205.4 million), a 57.5% increase from the corresponding period in 2013. The increase was primarily due to an increase in the number of research and development personnel.

Share-based compensation expenses, which were allocated to related operating costs and expense line items, were RMB169.0 million ($27.2 million) in the first quarter of 2014, compared to RMB110.9 million in the corresponding period in 2013 and RMB177.4 million in the fourth quarter of 2013. The increase from the corresponding period was a result of increased share grants to employees.

Operating profit was RMB2.374 billion ($381.8 million), representing a 7.4% increase from the corresponding period in 2013. Operating profit excluding share-based compensation expenses (non-GAAP) was RMB2.543 billion ($409.0 million), a 9.5% increase from the corresponding period in 2013.

 

2	The number of active online marketing customers and revenue per online active customer exclude our group-buying related businesses for consistency with previous reporting.

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Income tax expense was RMB430.3 million ($69.2 million), compared to an income tax expense of RMB388.9 million in the corresponding period in 2013. The effective tax rate for the first quarter of 2014 was 15.1% as compared to 16.2% for the corresponding period in 2013 and 11.2% in the fourth quarter of 2013.

Net income attributable to Baidu was RMB2.535 billion ($407.8 million), representing a 24.1% increase from the corresponding period in 2013. Basic and diluted earnings per ADS for the first quarter of 2014 amounted to RMB7.24 ($1.16) and RMB7.21 ($1.16), respectively.

Net income attributable to Baidu excluding share-based compensation expenses (non-GAAP) was RMB2.704 billion ($435.0 million), a 25.6% increase from the corresponding period in 2013. Basic and diluted earnings per ADS excluding share-based compensation expenses (non-GAAP) for the first quarter of 2014 amounted to RMB7.72 ($1.24) and RMB7.69 ($1.24), respectively.

As of March 31, 2014, the Company had cash, cash equivalents and short-term investments of RMB39.679 billion ($6.383 billion). Net operating cash inflow for the first quarter of 2014 was RMB3.612 billion ($581.1 million). Capital expenditures for the first quarter of 2014 were RMB1.043 billion ($167.8 million).

Adjusted EBITDA (non-GAAP), defined in this announcement as earnings before interest, taxes, depreciation, amortization, other non-operating income and share-based compensation expenses, was RMB3.219 billion ($517.9 million) for the first quarter of 2014, representing a 15.8% increase from the corresponding period in 2013.

Outlook for Second Quarter 2014

Baidu currently expects to generate total revenues in an amount ranging from RMB11.820 billion ($1.901 billion) to RMB12.110 billion ($1.948 billion) for the second quarter of 2014, representing a 56.3% to 60.2% year-over-year increase. This forecast reflects Baidu’s current and preliminary view, which is subject to change.

Conference Call Information

Baidu’s management will hold an earnings conference call at 8:00 PM on April 24, 2014 U.S. Eastern Time (8:00 AM on April 25, 2014 Beijing/Hong Kong Time).

Dial-in details for the earnings conference call are as follows:

 

International:		+65-6723-9381
US:		+1-845-675-0437
UK:		+44-20-3059-8139
Hong Kong:		+852-2475-0994
Passcode for all regions:		28733029

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A replay of the conference call may be accessed by phone at the following number until May 2, 2014:

 

International:		+61-2-8199-0299
Passcode:		28733029

Additionally, a live and archived webcast of this conference call will be available at http://ir.baidu.com.

About Baidu

Baidu, Inc. is the leading Chinese language Internet search provider. As a technology-based media company, Baidu aims to provide the best way for people to find information. In addition to serving individual Internet search users, Baidu provides an effective platform for businesses to reach potential customers. Baidu’s ADSs trade on the NASDAQ Global Select Market under the symbol “BIDU”. Currently, ten ADSs represent one Class A ordinary share.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Among other things, the outlook for the second quarter 2014 and quotations from management in this announcement, as well as Baidu’s strategic and operational plans, contain forward-looking statements. Baidu may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Baidu’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: our growth strategies; our future business development, including development of new products and services; our ability to attract and retain users and customers; competition in the Chinese and Japanese language Internet search markets; competition for online marketing customers; changes in our revenues and certain cost or expense items as a percentage of our revenues; the outcome of ongoing, or any future, litigation or arbitration, including those relating to intellectual property rights; the expected growth of the Chinese language Internet search market and the number of Internet and broadband users in China; Chinese governmental policies relating to the Internet and Internet search providers and general economic conditions in China, Japan and elsewhere. Further information regarding these and other risks is included in our annual report on Form 20-F and other documents filed with the Securities and Exchange Commission. Baidu does not undertake any obligation to update any forward-looking statement, except as required under applicable law. All information provided in this press release and in the attachments is as of the date of the press release, and Baidu undertakes no duty to update such information, except as required under applicable law.

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About Non-GAAP Financial Measures

To supplement Baidu’s consolidated financial results presented in accordance with GAAP, Baidu uses the following measures defined as non-GAAP financial measures by the SEC: adjusted EBITDA, operating profit excluding share-based compensation expenses, net income excluding share-based compensation expenses, and basic and diluted earnings per ADS excluding share-based compensation expenses. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the tables captioned “Reconciliations of non-GAAP results of operations measures to the nearest comparable GAAP measures” and “Reconciliation from net cash provided by operating activities to adjusted EBITDA” set forth at the end of this release.

Baidu believes that these non-GAAP financial measures provide meaningful supplemental information regarding its performance and liquidity by excluding certain expenses, particularly share-based compensation expenses, that may not be indicative of its operating performance or financial condition from a cash perspective. We believe that both management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning and forecasting future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to Baidu’s historical performance and liquidity. Baidu has computed its non-GAAP financial measures using the same consistent method from quarter to quarter since April 1, 2006. We believe these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its financial and operational decision making. A limitation of using these non-GAAP financial measures is that these non-GAAP measures exclude share-based compensation charge that has been and will continue to be for the foreseeable future a significant recurring expense in our results of operations. A limitation of using non-GAAP adjusted EBITDA is that it does not include all items that impact our net income for the period. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables have more details on the reconciliations between GAAP financial measures that are most directly comparable to the non-GAAP financial measures.

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For investor and media inquiries, please contact:

China

Sharon Ng

Baidu, Inc.

Tel: +86-10-5992-3776

ir@baidu.com

Nick Beswick

Brunswick Group

Tel: +86-10-5960-8600

Email: baidu@brunswickgroup.com

U.S.

Cindy Zheng

Brunswick Group

Tel: +1-212-333-3810

Email: baidu@brunswickgroup.com

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Baidu, Inc.

Condensed Consolidated Balance Sheets

 

(In RMB thousands except for number of shares and per share data)		March 31 2014				December 31 2013
		Unaudited				Audited
ASSETS
Current assets:
Cash and cash equivalents			8,793,353				9,691,797
Restricted cash			263,757				259,533
Short-term investments			30,885,438				28,734,761
Accounts receivable, net			2,356,721				2,220,846
Amounts due from related parties			104				104
Deferred tax assets, net			406,240				286,844
Other assets, current			1,724,620				1,835,265
Total current assets			44,430,233				43,029,150
Non-current assets:
Fixed assets, net			6,255,743				5,370,268
Intangible assets, net			3,625,502				3,630,315
Goodwill			17,146,417				16,864,350
Long-term investments, net			966,760				634,777
Amounts due from related parties			—				370,916
Deferred tax assets, net			96,436				97,940
Other assets, non-current			856,106				988,072
Total non-current assets			28,946,964				27,956,638
Total assets			73,377,197				70,985,788
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accrued liabilities			8,078,760				7,362,138
Customer advances and deposits			3,092,041				2,977,872
Deferred revenue			229,892				226,599
Deferred income			91,593				77,287
Long-term loans, current portion			352,451				343,625
Capital lease obligation			45,408				44,907
Due to Related Parties, Current			398				398
Total current liabilities			11,890,543				11,032,826
Non-current liabilities:
Deferred income			454,291				376,491
Long-term loans			2,167,690				2,112,359
Notes payable			15,506,065				15,116,990
Amounts due to related parties			—				373,227
Deferred tax liabilities			1,193,908				1,200,270
Capital lease obligation			32,382				40,999
Other Non Current Liabilities			64,931				67,376
Total non-current liabilities			19,419,267				19,287,712
Total liabilities			31,309,810				30,320,538
Redeemable noncontrolling interests			—				—
Equity
Class A Ordinary Shares, par value US$0.00005 per share, 825,000,000 shares authorized, and 27,522,821 shares and 27,492,452 shares issued and outstanding as at December 31, 2013 and March 31, 2014			12				12
Class B Ordinary Shares, par value US$0.00005 per share, 35,400,000 shares authorized, and 7,517,921 shares and 7,537,921 shares issued and outstanding as at December 31, 2013 and March 31, 2014			3				3
Additional paid-in capital			2,817,060				3,056,418
Retained earnings			37,060,578				34,525,386
Accumulated other comprehensive income (loss)			363,200				843,096
Total Baidu, Inc. shareholders’ equity			40,240,853				38,424,915
Noncontrolling interests			1,826,534				2,240,335
Total equity			42,067,387				40,665,250
Total liabilities, redeemable noncontrolling interests, and equity			73,377,197				70,985,788

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Baidu, Inc.

Condensed Consolidated Statements of Income

 

		Three Months Ended
(In RMB thousands except for share, per share (or ADS) information)		March 31, 2014				March 31, 2013				December 31, 2013
		Unaudited				Unaudited				Unaudited
Revenues:
Online marketing services			9,378,318				5,952,898				9,462,202
Other services			118,234				15,640				60,711
Total revenues			9,496,552				5,968,538				9,522,913
Operating costs and expenses:
Cost of revenues (note 1, 2)			(3,837,340	)			(2,099,264	)			(3,656,489	)
Selling, general and administrative (note 2)			(2,008,890	)			(848,102	)			(1,862,966	)
Research and development (note 2)			(1,276,650	)			(810,682	)			(1,263,835	)
Total operating costs and expenses			(7,122,880	)			(3,758,048	)			(6,783,290	)
Operating profit			2,373,672				2,210,490				2,739,623
Other income:
Interest income			419,495				273,987				367,922
Interest expense			(121,784	)			(89,246	)			(148,207	)
Foreign exchange income (loss), net			97,302				(461	)			(40,861	)
Loss from equity method investments			(5,603	)			(5,453	)			(651	)
Other income, net			77,526				6,468				115,399
Total other income			466,936				185,295				293,602
Income before income taxes			2,840,608				2,395,785				3,033,225
Income taxes			(430,296	)			(388,861	)			(338,832	)
Net income			2,410,312				2,006,924				2,694,393
Less: net loss attributable to noncontrolling interests			(124,880	)			(35,908	)			(89,870	)
Net income attributable to Baidu, Inc.			2,535,192				2,042,832				2,784,263
Earnings per share for Class A and Class B ordinary shares:
Net income attributable to Baidu, Inc.-Basic			72.36				58.86				79.22
Net income attributable to Baidu, Inc.-Diluted			72.14				58.82				78.99
Earnings per ADS (1 Class A ordinary share equals 10 ADSs ):
Net income attributable to Baidu, Inc.-Basic			7.24				5.89				7.92
Net income attributable to Baidu, Inc.-Diluted			7.21				5.88				7.90
Weighted average number of Class A and Class B ordinary shares outstanding:
Basic			35,035,287				34,968,420				35,013,458
Diluted			35,143,937				34,989,911				35,117,726
(1)    Cost of revenues are detailed as follows:
Sales tax and surcharges			(699,370	)			(432,768	)			(702,336	)
Traffic acquisition costs			(1,181,803	)			(609,606	)			(1,175,929	)
Bandwidth costs			(646,087	)			(404,880	)			(563,709	)
Depreciation costs			(430,497	)			(333,101	)			(410,164	)
Operational costs			(479,542	)			(218,712	)			(433,478	)
Content costs			(393,639	)			(95,791	)			(361,702	)
Share-based compensation expenses			(6,402	)			(4,406	)			(9,171	)
Total cost of revenues			(3,837,340	)			(2,099,264	)			(3,656,489	)
(2)    Includes share-based compensation expenses as follows:
Cost of revenues			(6,402	)			(4,406	)			(9,171	)
Selling, general and administrative			(76,947	)			(29,540	)			(63,861	)
Research and development			(85,618	)			(77,002	)			(104,319	)
Total share-based compensation expenses			(168,967	)			(110,948	)			(177,351	)

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Reconciliations of non-GAAP results of operations measures to the nearest comparable GAAP measures (*) (in RMB thousands, unaudited)

 

		Three months ended March 31, 2013												Three months ended December 31, 2013												Three months ended March 31, 2014
		GAAP Result				Adjustment				Non-GAAP Results				GAAP Result				Adjustment				Non-GAAP Results				GAAP Result				Adjustment				Non-GAAP Results
Operating profit			2,210,490				110,948				2,321,438				2,739,623				177,351				2,916,974				2,373,672				168,967				2,542,639
		Three months ended March 31, 2013												Three months ended December 31, 2013												Three months ended March 31, 2014
		GAAP Result				Adjustment				Non-GAAP Results				GAAP Result				Adjustment				Non-GAAP Results				GAAP Result				Adjustment				Non-GAAP Results
Net income attributable to Baidu, Inc.			2,042,832				110,948				2,153,780				2,784,263				177,351				2,961,614				2,535,192				168,967				2,704,159

 

(*)	The adjustment is only for share-based compensation.

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Reconciliation from net cash provided by operating activities to adjusted EBITDA(*) (in RMB thousands, unaudited)

 

		Three months ended March 31, 2013				As a % of total revenues				Three months ended December 31, 2013				As a % of total revenues				Three months ended March 31, 2014				As a % of total revenues
Net cash provided by operating activities			2,185,543				37	%			4,107,321				42	%			3,612,458				38	%
Changes in assets and liabilities, net of effects of acquisitions			391,950				6	%			(589,598	)			-6	%			(356,407	)			-4	%
Income taxes expenses			388,861				7	%			338,832				4	%			430,296				5	%
Interest income and other, net			(185,295	)			-3	%			(293,602	)			-3	%			(466,936	)			-5	%
Adjusted EBITDA			2,781,059				47	%			3,562,953				37	%			3,219,411				34	%

 

(*)	Definition of adjusted EBITDA: earnings before interest, taxes, depreciation, amortization, other non-operating income, and share-based compensation expenses.